Today's Information |
Provided by: FDC International Hotels Corporation | |||||
SEQ_NO | 2 | Date of announcement | 2022/03/03 | Time of announcement | 15:51:19 |
Subject | Board of Directors approved the convening of the 2022 Annual Shareholders' Meeting (Method of Convening the Meeting: Hybrid Shareholders' Meeting) | ||||
Date of events | 2022/03/03 | To which item it meets | paragraph 17 | ||
Statement | 1.Date of the board of directors' resolution:2022/03/03 2.Shareholders meeting date:2022/05/27 3.Shareholders meeting location: 6F. No. 66 Wugong Rd. Xinzhuang Dist. New Taipei City (Gala de Chine Xinzhuang Jingguan) 4.Cause for convening the meeting (1)Reported matters: (a) To report the business performance of 2021 (b) Audit Committee's review report (c) To report Convertible Bond Issuance Status (d) To report Secured Corporate Bond Issuance Status (e) Amendments on part of Rules of Procedure for Board of Directors Meetings (f) Amendments on part of Corporate Governance Best Practice Principles (g) Amendments on part of Sustainable Development Best Practice Principles (h) Amendments on part of The Adoption of Codes of Ethical Conduct 5.Cause for convening the meeting (2)Acknowledged matters: (a) Business Report and Financial Statements of 2021 (b) Loss make-up proposal of 2021 (c) Plan to change funds usage plan for 2021 capital raising 6.Cause for convening the meeting (3)Matters for Discussion: (a) Cash dividends distributed from capital surplus to shareholders (b) Amendments on part of Articles of Incorporation (c) Amendments on part of Rules of Procedure for Shareholders Meetings (d) Amendments on part of Procedures for Election of Directors (e) Amendments on part of Procedures for Acquisition or Disposal of Fixed Assets. 7.Cause for convening the meeting (4)Election matters: NA 8.Cause for convening the meeting (5)Other Proposals: NA 9.Cause for convening the meeting (6)Extemporary Motions: NA 10.Book closure starting date:2022/03/29 11.Book closure ending date:2022/05/27 12.Any other matters that need to be specified: (a)The duration to receive any proposal for the 2022 annual shareholders' meeting shall be from March 14, 2022 to March 24, 2022. (b)The duration to adopt electronic voting for the 2022 annual shareholders' meeting shall be from April 27, 2022 to May 24, 2022. (C)Conversion of the first issue of domestic unsecured convertible corporate bonds shall be suspended during book closure period(2022/03/29~2022/05/27). (d)Relevant matters for convening hybrid shareholders' meetings: i. Hybrid shareholders' meetings will be convened in accordance with Article 172-2 paragraph 3 of the Company Act and Chapter II-2 of the preannouncement of the draft amendments to the Regulations Governing the Administration of Shareholder Services of Public Companies. The Company will comply with the forthcoming official announcement to the regulations. ii. The Company will use the e-Meeting Platform by the Taiwan Depository & Clearing Corporation (TDCC) for this year's shareholders' meeting. Any organization using the e-Meeting Platform are required to be in line with TDCC's operating guidelines, Frequently Asked Questions(FAQ) and instructions, as well as all other relevant documents. Please visit the TDCC website for more information. (https://www.tdcc.com.tw/portal/ zh/page/show/402897967d841dba017e8eea7fc5009c) iii. Shareholders who choose to attend shareholders' meetings virtually will be deemed as having attended in person. iv. Shareholders, solicitors, or proxy agents who intend to participate virtually should, starting from 2022/04/27, complete registrations and sign-ups on the TDCC Stockvote (https://www.stockvote.com.tw/evote/index.html) two days prior to the date of their shareholders' meeting (before 2022/05/24). Participants will check in, watch a live stream of the meeting, text questions, and cast their votes at shareholders' meetings. v. Shareholders, solicitors, or proxy agents who have registered for attending shareholders' meetings virtually but intend to attend physically should withdraw their registration in the same way they have made the registration two days prior to the date of shareholders' meetings. Participants who fail to withdraw their registration by the said deadline can only attend virtually. vi. Shareholders who have exercised their voting right via written or electronic means but intend to attend shareholders' meetings virtually should withdraw their declaration of intent in the same way they have exercised their voting right two days prior to the date of shareholders' meetings. If participants fail to withdraw their declaration of intent by the said deadline, only the ballots cast via written or electronic means will count. vii. Shareholders who attend shareholders' meetings virtually and do not withdraw their declaration of intent after exercising their voting right via written or electronic means can only exercise their proposing and voting rights regarding extempore motions. They cannot vote on the original meeting proposals and the amendments to the content of the original meeting proposals, or propose to amend the content of the original meeting proposals viii. Shareholders who have appointed proxy agents to attend shareholders' meetings are not allowed to attend themselves, except for relevant provisions stipulated in the Regulations Governing the Administration of Shareholder Services of Public Companies or the Company Act. Shareholders whose Power of Attorney (POA) has arrived at the Company to state that they have appointed proxy agents to attend shareholders' meetings but later intend to attend shareholders' meetings virtually should notify the Company to withdraw their appointment in writing two days prior to the date of shareholders' meetings. If participants fail to withdraw their appointment by the said deadline, only the ballots cast by their proxy agents will count. ix. In the event that the e-Meeting Platform fails or shareholders have difficulty attending virtually, before the chairperson announces the commencement of shareholders' meetings or during the meetings, due to force majeure events, companies should check the total shares of shareholders that have attended. If the total shares do not reach the legally required number for resolutions in shareholders' meetings after deducting the shares of shareholders that attend virtually, then the meetings should be adjourned. The Company will postpone or reconvene their meeting on 2022/05/30 at the same location(9am in at 6F., 6F. No. 66 Wugong Rd. Xinzhuang Dist. New Taipei City.) Shareholders who have been listed on the shareholder register by the book closure date are entitled to attend shareholders' meetings. The Company will not resend the meeting notice. x. In the event that the said shareholders' meetings are to be postponed or reconvened, the Company will issue a Significant Announcement onto the Market Observation Post System (MOPS). xi. For matters not covered, please refer to the Regulations Governing the Administration of Shareholder Services of Public Companies and related regulations. |
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FDC International Hotels Corporation published this content on 03 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 03 March 2022 07:59:02 UTC.